state term contract no. 92121500-20-1 for security guard ......state term contract no. 92121500-20-1...

State Term Contract No. 92121500-20-1

For

Security Guard Services

Page 1 of 2

This Contract is between the State of Florida, Department of Management Services (Department),

an agency of the State of Florida and Centurion Security Group, LLC (Contractor), collectively

referred to herein as the “Parties.”

The Contractor was awarded to provide Security Guard Services in the following Region(s):

Regions 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, and 11.

Accordingly, the Parties agree as follows:

I. Initial Contract Term.

The Initial Contract Term shall be for five (5) years unless terminated earlier in accordance

with the Special Contract Conditions. The Initial Contract Term shall begin on 03/03/2020 or

on the last date the contract is signed by all Parties, whichever is later.

II. Renewal Term.

Upon mutual written agreement, the Parties may renew this Contract, in whole or in part, for

a Renewal Term not to exceed the Initial Contract Term, pursuant to the incorporated Special

Contract Conditions.

III. Contract.

As used in this document, “Contract” (whether or not capitalized) shall, unless the context

requires otherwise, include this document and all incorporated Attachments, which set forth

the entire understanding of the Parties and supersedes all prior agreements. All modifications

to this Contract must be in writing and signed by all Parties.

All Attachments listed below are incorporated in their entirety into, and form part of this

Contract. The Contract Attachments shall have priority in the order listed:

a) Price Sheet, Attachment A b) Scope of Work, Attachment B c) Special Contract Conditions (Florida), Attachment C d) Addenda to Solicitation, (in reverse order of issuance) e) RFP and RFP attachments f) Contractor’s submitted Technical Proposal

State Term Contract No. 92121500-20-1 For

Security Guard Services

Page 2 of 2

IV. Contract Management.

Department’s Contract Manager:

Frank Miller

Division of State Purchasing

Florida Department of Management Services

4050 Esplanade Way, Suite 360.9X

Tallahassee, Florida 32399-0950

Telephone: (850) 488-8855

Email: [email protected]

Contractor’s Contract Manager:

Edward A. Heflin

Centurion Security Group, LLC

13000 SW 128th Street

Miami, FL 33186

Telephone: (305) 975-5585

Email: [email protected]

IN WITNESS THEREOF, the Parties hereto have caused this Contract, which includes the

incorporated Attachments, to be executed by their undersigned officials as duly authorized. This

Contract is not valid and binding until signed and dated by the Parties.

CONTRACTOR STATE OF FLORIDA, Centurion Security Group, LLC DEPARTMENT OF MANAGEMENT SERVICES

_____________________________ _______________________________ Tami Fillyaw Chief of Staff _____________________________ _______________________________ Date: Date:

mailto:[email protected]:[email protected]

DocuSign Envelope ID: 5DA2DDAC-ABBB-4F55-9F72-7AC4376044EA

3/9/2020 | 3:49 PM EDT

Security Guard Services Contract No.: 92121500-20-1 Page 1 of 24

Attachment B Scope of Work (SOW)

1. Purpose To provide Security Guard Services pursuant to the terms in State Term Contract 92121500-20-1 for use by Customers. A map of the regions of service is set forth in Attachment L – Region Map.

2. Commodity Code List

UNSPSC Class/Commodity Description

92121500 Guard Services

92121502 Burglary protection services

92121504 Security guard services

3. Overview The Contractor will provide Security Guard Services for the awarded regions of service as set

forth in the Contract. The Contractor shall ensure Security Guards and any provided Security Guard Services properly carry out the primary duty of safeguarding Customer employees, the general public, and the applicable property. The Contractor shall provide all labor, supervision, materials, and equipment necessary to perform and complete the services in all respects in accordance with this Contract and any Customer Service Level Agreement (SLA), referenced in SOW Section 9. The Contractor hereby warrants that all services shall be performed in a timely and professional manner and in accordance with the terms of this Contract and any Customer SLA.

4. Operational Hours 4.1 Contractor will maintain an administrative office during the term of this Contract, and any

renewals, which shall be open from 8:00 a.m. through 5:00 p.m., Eastern Time, on business days. The administrative office does not need to be open on holidays observed by state agencies as defined by SOW Section 21.2.

4.2 Provision of Security Guard Services and Ancillary Equipment will vary based on each Customer’s service needs. Length of service may vary, as well as number of hours worked in a day, which may range from one (1) hour to twenty-four (24) hours per day. An employee's workweek will vary based on each Customer’s service needs and will be a fixed and regularly recurring period of 168 hours—seven consecutive 24–hour periods. Service lengths are as follows:

Long Term Commitment: One or more years of Security Guard Services provided to a Customer

Short Term Commitment: Less than one year of Security Guard Services provided to a Customer

Full Time: 35 to 40 hours per workweek of Security Guard Services provided to a Customer

Part-Time: 1 to 34 hours per workweek of Security Guard Services provided to a Customer


Occasional: Days, hours, and frequency of Security Guard Services provided to a Customer may vary. This type of length of service includes regularly scheduled events held monthly, quarterly, or semi-annually, or single events or circumstances.

4.3 Security Guards may not work more than 40 hours per workweek unless authorized to

do so by the Customer in writing prior to the provision of services in excess of 40 hours per workweek.

4.4 No Security Guard shall work more than twelve (12) consecutive hours, in any 24-hour period. This limitation may be waived by the Customer in emergency situations that are beyond the control of the Contractor, i.e., weather conditions preventing the next shift from getting to the facility. The Contractor must notify the Facility Manager and/or the Customer’s designated point of contact about any emergency situation as it occurs and request an advance waiver of this term for each occurrence.

5. Licensing Requirements/Eligibility Criteria 5.1 All armed and unarmed Security Guards must have the applicable state of Florida

Department of Agriculture and Consumer Services Security Guard Class license(s) necessary for the position they serve under this Contract, which are to be kept current and on the Security Guard’s person while on duty.

5.2 The Contractor is to hold a current state of Florida Department of Agriculture and Consumer Services Class "B" Security Agency license.

5.3 The Contractor shall ensure that its company, and all employees, have valid, current licenses in accordance with Chapter 493, Florida Statutes, to perform Security Guard Services throughout the Contract term, including any renewals. The Contractor shall provide copies of licenses and certificates to the Department or Customer upon request.

5.4 This Contract, and any Customer SLA, may be subject to termination if an unlicensed employee performs services under this Contract for any Customer.

5.5 All armed and unarmed Security Guards employed by the Contractor must have at a minimum of one (1) year of similar Security Guard Services experience.

5.6 All supervisory staff must have at least three (3) years of active Security Guard Services experience.

5.7 All unarmed and armed Security Guards must notify the Contractor in writing within one (1) day if they no longer have a valid, active license necessary to provide Security Guard Services. Upon such notification, the Contractor will arrange for a replacement Security Guard to provide Security Guard Services for the impacted Customers within a time frame mutually agreed upon by the Contractor and the Customer.

6. Position Descriptions The following are descriptions of Security Guard positions which may be offered under this Contract for Customers. For the purposes of this section, “background in law enforcement” shall mean employment as a law enforcement officer. 6.1 Security Guard Level I: An unarmed individual with a Florida Department of Agriculture

and Consumer Services Class “D” Security Guard license and a minimum of one (1)


year prior experience as a Class “D” licensed Security Guard Officer is required. A one (1) year background in law enforcement may be substituted for prior years of experience.

6.2 Security Guard Level II: An unarmed individual with a Florida Department of Agriculture

and Consumer Services Class “D” Security Guard license and a minimum of two (2) years prior experience as a Class “D” licensed Security Guard Officer is required. A two (2) year background in law enforcement may be substituted for prior years of experience.

6.3 Security Guard Level III: An armed individual with a Florida Department of Agriculture

and Consumer Services Class “D” Security Guard license and Class “G” Statewide Firearm license. A minimum of two (2) years prior experience as a Class “D” licensed Security Guard Officer is required. A two (2) year background in law enforcement may be substituted for prior years of experience.

6.4 Security Guard Level IV: An armed individual with a Florida Department of Agriculture and Consumer Services Class “D” Security Guard license and Class “G” Statewide Firearm license. A minimum of five (5) years prior experience as a Class “D” licensed Security Guard Officer and a minimum of two (2) years prior experience serving as a Class “D” licensed Security Guard with a Class “G” Statewide Firearm license. A five (5) year background in law enforcement may be substituted for prior years of experience.

6.5 Security Guard Level V: An armed or unarmed individual with a Florida Department of

Agriculture and Consumer Services Class “D” Security Guard license and Class “G” Statewide Firearm license. A minimum of five (5) years prior experience as a Class “D” licensed Security Guard with a Class “G” Statewide Firearm license. A five (5) year background in law enforcement may be substituted for prior years of experience. The individual shall also have the ability to supervise, monitor, and regulate individuals with a Class “D” Security Guard license and a Class “G” Statewide Firearm license in their performance of their assigned duties under this Contract. This level of Security Guard may be a site-supervisor when a Customer requires multiple Security Guards present at the same time to coordinate security service efforts.

6.6 Security Guard Level VI: An armed or unarmed individual with Florida Department of

Agriculture and Consumer Services Class “D” Security Guard license and Class “G” Statewide Firearm license. A minimum of ten years’ experience as a Class “D” licensed Security Guard with a Class “G” Statewide Firearm license. A ten (10) year background in law enforcement may be substituted for prior years of experience. The individual shall have the ability to supervise, monitor, and regulate Security Guard individuals with a Class “D” Security Guard license and a Class “G” Statewide Firearm license in their performance of assigned duties. When a Customer requires multiple site-supervisors for large or complex sites, this level of Security Guard may be a project manager responsible for coordination of all security service efforts, including managing site-supervisors.

6.7 Emergency Response Security Guards: These are licensed Security Guards, either armed or unarmed, who provide services when an Executive Order has been issued by a governmental entity. An unarmed Emergency Response Security Guard shall have a Florida Department of Agriculture and Consumer Services Class “D” Security Guard


license. An armed Emergency Response Security Guard shall have a Florida Department of Agriculture and Consumer Services Class “D” Security Guard license and Class “G” Statewide Firearm license. Contractor will be required to provide Emergency Response Security Guards as specified by the Executive Order and/or at the Customer’s request. Emergency Response Security Guards must have training in first response and may be required to work irregular hours, work more than eight (8) hours per day, work extended periods (including weekends and holidays), work at locations other than their official headquarters, and/or work in adverse conditions. Travel expenses for the Emergency Response Security Guards shall be on a cost reimbursement basis, in accordance with Section 112.061, F.S. Customers may have additional policies regulating travel which the Emergency Response Security Guards may need to adhere to.

7. Tasks/Deliverables The Contractor will be responsible for the following tasks/deliverables at/for each location:

7.1 Furnishing trained and qualified armed and unarmed Security Guards to provide services

as requested by the Customer. This service will be continuous, regardless of weather, disaster, and/or threatened or actual organized labor actions.

7.2 Provide supervision of Security Guards, as required by the Customer’s SLA.

7.3 Requiring Security Guards enforce the Customer’s and the Contractor’s security policies,

procedures and orders and ensuring Security Guards perform all duties in accordance with the terms of this Contract and the written instructions in a Customer’s SLA.

7.4 Designating a single point of contact to be the liaison for the State and Contractor staff

in order to handle the day-to-day operations.

7.5 Working with the Customer to develop site-specific instructions and post orders within thirty (30) days from SLA execution. These instructions and post orders may include, but are not limited to: standing security post, roving security patrols, monitoring security systems, supervising other security guards maintaining security infrastructure, and carrying out other basic security tasks as required by individual properties. All site-specific instructions and post orders are to be approved by the Customer prior to finalizing and distributing to Security Guards. Security Guards are responsible for reviewing and complying with the instructions and post orders.

7.6 Create a Standards of Conduct that the Security Guards must abide by and provide a copy

of the Standards of Conduct document to the Department’s Contract Manager or designee upon request.

7.7 Maintain a duty roster of all Security Guards and security management employees, to be

provided to the Customer on a monthly basis. Any person(s) who reports for work and identify themselves as someone other than a person listed upon the official Security Guard duty roster shall be denied access to the facility and reported to the proper authorities.

7.8 Ensure all Security Guards display a picture I.D. when working at a Customer’s site.

7.9 The Contractor Security Guard Services provided to Customers will include, but not be limited to, ensuring Security Guards perform the following:


7.9.1. Maintain discipline, excellent appearance in accordance with Section 12 of this Scope

of Work, professional demeanor, integrity, and attention to duty

7.9.2. Review and administer the Customer’s site security procedures, instructions, and post orders.

7.9.3. Review and comply with the applicable Customer standards of conduct and

ethics.

7.9.4. Perform access control of persons, vehicles, and other property.

7.9.5. Perform site surveillance (by either foot or vehicle).

7.9.6. Identify and provide a written report of security and safety violations within 24 hours to the Customer, unless immediate action is necessary. Security Guards are to have effective report writing skills.

7.9.7. Ensure Security Guard maintains files for security-related documentation at each

security station (Post Orders, Site-Specific instructions, training materials, etc.) 7.9.8. Assist the Customer’s personnel in emergency situations as identified by the

Customer. If an emergency extends beyond the normal working hours, the Security Guard will be paid for additional hours at the standard rate of pay unless the work performed in the emergency situation exceeds 40 hours and such overtime has been authorized by the Customer. Security Guards may be diverted by the Customer from normal assignment duties to respond to emergency situations or special duty assignments. No additional costs shall be charged to the Customer for such diversion of Security Guards for emergency situations; however, the Contractor will not be penalized for any regular daily work task not completed by the Security Guard due to their participation in such emergency activities

7.9.9. Take prompt action to prevent or minimize losses, accidents, fires, property

damages, safety hazards and security incidents. The Security Guard will take appropriate action on any breach of security, suspicious activity or safety hazard by notifying local Law Enforcement, Emergency Medical Services (EMS) and the Customer’s facility manager.

7.9.10. Assist Customer staff in the execution of testing a facility’s Fire and Life Safety Program.

7.9.11. Operate the Customer’s security console, security system, elevator system, fire and life safety system, and other safety devices installed and maintained by the Customer as reviewed, discussed and provided during onsite training.

7.9.12. Monitor alarms, surveillance screens, and recording devices. This includes

monitoring the fire alarm system and responding to any sites where an alarm has been activated, taking appropriate action when needed, and communicating


findings to the Customer to determine if the situation warrants contacting the police or the fire department.

7.9.13. Investigate unusual occurrences in and about the premises and maintain an

awareness of special activities taking place throughout the facility and property. 7.9.14. Conduct random walking patrols at least two (2) times every hour throughout the

Customer’s facility (including interior stair wells), grounds, and parking lots, being alert for suspicious persons, suspicious packages, personal and Customer’s property exposed to theft, and safety concerns. Security Guards shall vary their rounds so as not to be predictable in the arrival times or the time spent at each location.

7.9.15. Inspect exterior doors for proper lock down at the facility’s set closing time. 7.9.16. Where applicable, ensure availability of non-emergency Occasional Security

Guards Levels I – VI as required for situations where Customer provides Contractor with 24 hours advanced notice. Ensure availability of Emergency Response Security Guards in accordance with subsection 6.7. Ensure availability of Full-time and Part-time Security Guards Levels I – VI where Customer provides Contractor with 72 hours advanced notice.

7.9.17. On-site Security Guards must be capable of responding to any on-site call received within five (5) minutes.

7.9.18. Where applicable, comply with the Customer’s hazardous materials

communication program and the Customer’s asbestos operations and maintenance program, which the Customer will provide to the Contractor upon Contract execution.

7.9.19. Read and become familiar with applicable State of Florida and Customer’s security policies and procedures, to include evacuation procedures.

7.9.20. Provide Customer with a replacement Security Guard(s) when Customer requests to rotate or transfer Security Guard(s) when deemed necessary, or at time intervals specified in the SLA.

8. Hiring Standards/Maintaining Employment The Contractor shall ensure the Security Guards meet or exceed the minimum hiring standards set forth below before assignment to a Customer. The Contractor shall ensure the Security Guards maintain these standards for employment throughout the Contract term, including any renewal term. The Customer reserves the right to request proof of compliance with standards, interview employees, and reject any employee that it deems unqualified. 8.1 Minimum Hiring Standards: The Department requires the Contractor’s Security Guards

meet or exceed the minimum standards set forth below before assignment to the premises:

8.1.1. Must possess a state issued identification card.


8.1.2. Must possess a valid and active driver’s license if assigned to drive a motor vehicle to provide security guard services.

8.1.3. Successfully pass a drug test upon hire.

8.1.4. Prior to assignment to the Customer premises, and when Contractor performs refresh background screening, successfully pass a background check, ordered and paid for by the Contractor, through a law enforcement agency or a Professional Background Screener accredited by the National Association of Professional Background Screeners or a comparable standard which will include a check of the following databases:

- Social security number trace, and - Criminal records (Federal, State and County criminal felony and

misdemeanor, national criminal database for all states which make such data available).

8.1.5. Successfully pass any other background investigations as required by the

Customer SLA.

8.1.6. Successfully pass a pen and paper literacy test administered by the Contractor including, but not limited to, spelling and grammar. Contractor shall furnish results to Customer or DMS upon request.

8.1.7. Complete all required training courses as mandated in state and locality of

employment.

8.1.8. Meet state licensing requirements for the applicable Security Guard position prior to placement in accordance with the applicable provisions in Chapter 943, Florida Statutes, and Chapter 5N-1, Florida Administrative Code

8.1.9. The Contractor’s employees must be able to read, write, speak, and understand

English clearly. Additionally, upon Customer’s request, Security Guards must be bilingual, with English as the primary language and Spanish as the secondary language. This requirement will be exercised on a case-by-case basis and will be specified in the Customer SLA.

8.1.10. Physically able to accomplish various tasks that must be performed including, but

not limited to, quickly ascending and descending multiple flights of stairs and lifting weight of at least 40 pounds (unless written approval is obtained from the Department that either of or both of these physical requirements are not necessary).

8.1.11. Maintain a well-developed level of maturity necessary for professional interaction.

8.1.12. Maintain a neat, clean, well-groomed, and professional appearance while providing services in accordance with Section 12 of this Scope of Work.

8.1.13. Act in accordance with the terms and conditions of the Contract and the Customer SLAs.

8.1.14. Be familiar with, and ensure the facilities are in compliance with, all


existing standards, codes, rules and regulations. Report to Customer any failures or insufficiencies in the delivery of any service.

8.1.15. Be responsive at all levels of service to meet Customer needs.

8.2 The Contractor’s hiring practices will be in conformance will all relevant federal and state employment laws.

8.3 The Contractor must have a written drug, alcohol, and other contraband policy pertaining to the use, possession, or transfer of illegal drugs, alcohol, and other contraband items, (including simulated (look-alike) drugs, drug paraphernalia, alcohol, unapproved firearms, explosives, and other weapons). The written policy must include procedures for maintaining a comprehensive drug and alcohol testing program. The Contractor will be solely responsible for ensuring that employees assigned to a facility have been informed of and understand the Contractor’s written policy. The Contractor will ensure that copies of said policy are provided to all Security Guards and to the Customer and/or the Department upon request.

8.4 Security Guards found in violation of the Contractor’s written policy, including personnel who return a positive test on a drug screen in violation of the Contractor’s approved policy, will not be assigned to a facility or must immediately cease providing services under this Contract and it will be the responsibility of the Contractor to timely provide replacement services at the Customer location. The Contractor will be required to comply with and enforce this policy, with respect to the Contractor’s employees, as part of employment.

8.5 The use or possession of property belonging to the Department, Customer, or another

person without the permission of the rightful owner of such property is not permitted. Security guards found in violation of this term must immediately cease providing services under this Contract and it will be the responsibility of the Contractor to timely provide replacement services.

8.6 The Customer shall reserve the right to contact local authorities to conduct reasonable

searches of Security Guards, including privately owned vehicles, while on the property at any time, if permissible under applicable state and local laws.

8.7 Security Guards will not leave assigned posts at any time during or at the end of a shift,

unless relieved by the appropriate duty personnel, or unless specifically authorized by the Customer’s Contract Manager or Facility Manager to leave the post. Security Guards shall bring their necessary meals for consumption on the premises. Security Guards are allowed to eat at desk/post.

9. Service Level Agreements 9.1 For those awarded regions of service, as set forth in the Contract, where the Contractor

can offer Security Guard Services to Customers, the Contractor is required to enter into an SLA with each Customer prior to providing any Security Guard Services for the Customer. The Customer shall request at least two (2) quotes where there are multiple Vendors awarded in a region. Prior to the execution of the SLA, the Contractor shall discuss with the Customer the Security Guard Services requested and perform an on-site assessment, if necessary, to determine the most cost-effective methods of Security Guard Services. Customers shall create a SLA using


Attachment K – Draft SLA, describing the specific Security Guard Services required by the Customer, as well as any unique requirements, prior to purchasing Security Guard Services from this Contract. Each Customer’s SLA shall be attached to the purchase requisition in MyFloridaMarketPlace (MFMP) or formal contract between the Customer and the Contractor. Customers are permitted to negotiate terms and conditions which supplement those contained in this Contract. Such additional terms shall not conflict with the terms and conditions established by this Contract. Specific terms and conditions within a SLA are only applicable to that SLA and shall not be construed as an amendment to this Contract. The Contractor agrees it will not subcontract any of the Security Guard Services it provides pursuant to this Contract.

9.2 The Contractor shall:

9.2.1 Provide supervision of security guards, as required by the Customer’s SLA.

9.2.2 Ensure that current, applicable security licenses and driver’s licenses or state

identification cards are kept on the security guard’s person while he/she is on duty.

9.2.3 Ensure that security guards perform all services in accordance with written

instructions provided by the Customer’s SLA.

9.3 At a minimum, each Customer’s SLA may include the following: a. Term of services, not to exceed the term in the Contract b. Contact information, including the Contract Manager, primary and secondary

emergency call procedures c. Additions to the Contract SOW (if applicable) d. Deliverables e. Performance Measures f. Customer specific terms and conditions

9.4 All SLA changes, modifications, deletions or additions shall be in writing and must be

mutually agreed upon by the Contractor and Customer prior to any such change, modification, deletion or addition taking effect, except as stated in the SLA.

9.5 Upon termination of any SLA or the termination of this Contract, the Contractor shall

cooperate with the Customer in transferring, in a format mutually agreed upon, all of Customer’s documents, books, records, and other property relating to the applicable facility or facilities in Contractor’s possession or control, as may be reasonably requested by the Customer, to the Customer or such party as the Customer may designate in writing and in otherwise providing for the orderly and professional change in performance of services at such facility or facilities.

10. Customer Service In addition to the Tasks/Deliverables listed in SOW Section 7, Contractor will be responsible for the following customer service tasks/deliverables:

10.1 The Contractor is to provide Customers with contact information for both the Contractor’s financial, operations, and Contract administrators. He/she must have the requisite authority to solve problems and respond to Customer representatives on behalf of the company for all matters concerning the Contract. This information shall include:


a. Name b. Title c. Email address d. Office Telephone number(s) e. Cellular Telephone number(s)

10.2 The Contractor shall maintain a 24-hours a day, 365 days per year call service so

that Customers may order Security Guard Services and report any failures, insufficiencies, or other concerns in the delivery of Security Guard Services. This call center must be accessible by means of a single toll-free telephone number. This information should be displayed as signage on the Customer’s premises at no additional cost to the Customer. Signage design, quantity, materials, and locations shall be approved by the Customer prior to posting in a Customer’s facility, which will be outlined in the Customer’s SLA.

10.3 The Contractor shall respond within one hour to a Customer’s report of failures,

insufficiencies, or other concerns in the delivery of Security Guard Services.

10.4 The Contractor shall promptly resolve all contractual and Customer concerns, issues, or complaints to the satisfaction of the Customer and the Department within the timeframe established by Customer and/or the Department.

10.5 The Contractor shall notify the Customer and/or the Department’s Contract Manager

immediately if it believes it cannot meet the level of service required in a Customer’s SLA.

11. Contractor Inspections In addition to the Tasks/Deliverables listed in SOW Section 7, Contractor will be responsible for the following inspection tasks/deliverables at/for each location:

11.1 The Contractor shall provide a manager (i.e. Regional and Corporate Headquarters)

who will conduct regular, unannounced inspections to ensure Security Guards’ compliance with established terms and conditions. The frequency of Inspections will be determined in the Customer’s SLA.

11.2 Inspections performed pursuant to the terms of this Contract will be documented by

the Contractor and the observations from the inspections will be submitted monthly to the Customer Contract Manager.

11.3 The Contractor shall utilize inspections as an opportunity to identify areas requiring

improvement and subsequently conduct further training and testing for the Security Guard(s) inspected and identified as needing additional improvement.

12. Uniforms and Equipment 12.1 Security Guards providing services under this Contract shall report to work in

uniforms provided by, and paid for by, the Contractor, unless otherwise specified by the Customer in the SLA. All Security Guards shall be appropriately uniformed in accordance with section 493.6305, F.S. The uniform must clearly identify the employee as a Security Guard working for the Contractor and include a picture ID


badge prominently placed on the uniform. Badges may not resemble those of local law enforcement agencies. The uniform shall be neat, clean, pressed, and present a professional appearance. Shoes shall be shined in a manner that is satisfactory to the Customer. Security personnel reporting to work with a uniform that does not meet this standard will be required to change before reporting to work. Customers will provide the Contractor with notice of a security personnel reporting to work not in compliance with the terms set forth herein, and the Contractor shall provide an immediate replacement, as necessary, to avoid any lapse in coverage.

12.2 If the Customer requires a nonuniformed Security Guard, the Customer may also

choose to waive the name badge requirement for those Security Guards.

12.3 Security Guards shall be equipped with redundant communication equipment, furnished by the Contractor, to be able to communicate with their supervisor, their home office, 911, the local police, and the Customer’s Contract Manager.

12.4 Keys or access cards to the Customer’s property may be issued to Security Guards by

the Customer for specific sites. The Contractor is responsible for securing and maintaining the keys or access cards in good working condition. Customers will replace lost keys or access cards at the Contractor’s expense. Reports will be written by (Security Guard) on all lost keys or access cards.

12.5 Ancillary security vehicles, as set forth in Attachment H – Cost Proposal and Section 14 herein, requested by Customer are to be owned or leased, licensed, and insured by the Contractor. Vehicles used by the Contractor operated on Customer’s premises shall prominently display the company’s name and telephone number on the exterior of the vehicle. Security vehicles offered by the Contractor shall be operational, kept clean, in good repair, and well maintained at all times. The Customer shall not be responsible for any costs associated with Contractor’s upkeep of the security vehicle(s). Parking terms for any security vehicles will be set forth in the Customer’s SLA. The following insurance terms and conditions are applicable to Contractor service vehicles offered to Customers through a Contract with the Department to provide ancillary service vehicles.

12.5.1. Automobile Liability Insurance: Contractor shall obtain and maintain automobile liability insurance, including coverage for liability contractually assumed, which shall cover all owned, non-owned, and hired autos used in connection with this Contract. The minimum combined limits (inclusive of any amounts provided by an umbrella or excess policy) shall be $500,000 for each occurrence-bodily injury and property damage combined and $5,000 medical payment.

12.5.2. Self-Insurance: For any insurance coverage required hereby, Contractor may use a self-insurance program, provided such program has received prior written approval of the Department. Insurance coverage as minimum liability: Bodily injury - $500,000 per individual Bodily injury - $1,000,000 per accident Property Damage - $1,000,000 Comprehensive - Non Deductible Collision - Non Deductible


12.6 The Customer will be responsible for making adequate workspace available for the

Contractor at each facility. The Customer may furnish, without cost to the Contractor, materials, equipment, and space in connection with the Contractor’s performance of Security Guard Services. Such materials, equipment, and space will be detailed in the Customer’s SLA. The Contractor assumes full responsibility for all equipment and materials issued by the Customer for performance of the services specified in the Customer’s SLA. The Security Guards will keep the Customer’s space provided in connection with the Contractor’s performance of Security Guard Services clean and will not damage the Customer’s space. The Contractor shall reimburse the Customer for any repairs to the Customer’s space necessary due to the fault of the Contractor or Contractor’s agents or employees. Upon termination of the Contract or any SLA, all Customer provided materials, equipment, and space shall be returned to the Customer in good operating condition, less reasonable wear and tear.

12.7 The Contractor warrants that all products furnished under the Contract by the

Contractor shall be free of defective material and workmanship for the life of the Contract, including renewal terms, and will be done so as to avoid noncompliance.

12.8 If the Contractor damages the Customer’s equipment, the Contractor shall, replace all

equipment and/or materials lost, damaged, or otherwise unavailable due to the fault of the Contractor or Contractor’s agents or employees:

12.8.1. In addition, the Contractor will be charged a $100.00 per day penalty for equipment damage that results in any disruption of facility operations and/or the inability of the Contractor to perform the required contracted services, plus the cost of any employee productivity lost if the facility must be shut down or employees furloughed. The Customer, in coordination with the tenants of the facility affected, shall determine the costs of this productivity interruption. However, the Customer shall make the final decision on the costs. All such costs will be deducted from the Contractor's invoice.

13. Training In addition to the Tasks/Deliverables listed in SOW Section 7, Contractor will be responsible for the following training tasks/deliverables:

13.1 Each Security Guard shall complete all trainings as required by this Contract and the Customer prior to being assigned to a facility. The Contractor shall be responsible for submitting all lesson plans for Contractor training courses and training records of employees to Customer’s Contract Manager on a quarterly basis, and/or upon request.

13.2 The Contractor shall provide a designated Training Coordinator to serve as a point of contact for Customer representatives to ensure adequate training is conducted for all the Contractor’s personnel. The Training Coordinator position may be held by a branch trainer or account manager as appropriate to the Contractor size. All formal training of Security Guards is to be administered by an experienced individual with strong subject matter expertise, if required by the Customer, who is appropriately certified (by an accredited institution of learning or governmental/educational certification body). All training will be at the sole cost and expense of the Contractor, unless stipulated otherwise in the Customer’s SLA. The Training Coordinator is responsible for the following:


13.2.1. Ensuring Security Guards receive ongoing training to maintain licensure in accordance with Chapter 493, Part III, Florida Statutes.

13.2.2. Training all staff in the Customer’s initiative, customer service, code of conduct, ethics, conflict management, and sexual harassment.

13.2.3. Coordinating and facilitating staff development, licenses, permits, and certifications.

13.2.4. Administering monthly tests as determined by the Customer for staff and re-training any Security Guard who fails an administered test.

13.2.5. Conducting Americans with Disabilities Act (ADA) training, to include service animal training.

13.2.6. Conducting Emergency Operation Procedures (EOP) training specific to the Customer’s property/building.

13.2.7. Ensuring each Security Guard completes sixteen (16) hours of orientation and basic security training related to general high-rise and mid-rise building issues.

13.2.8. Ensuring each Security Guard completes sixteen (16) hours of Contractor supervised on-the-job training to include the Customer’s designed trainings on an as needed basis.

13.2.9. Conducting quarterly Customer training for Account Managers as required. 13.2.10. Coordinating any specialized Security Guard training that is required by a

Customer, which must be specified in the SLA. Customer shall cover the cost of specialized training and the hourly rate for the Security Guard attending the training.

13.3 The premises shall not be used as a training site for the Contractor’s personnel.

13.4 Mandatory Guard and Supervisor Training

13.4.1. The Contractor, at the Contractor’s expense, shall ensure that newly assigned Security Guards and supervisors are trained at a minimum in the following areas:

13.4.1.1. Orientation and basic security training related to general high-rise and mid-rise building issues.

13.4.1.2. Patrol and observation techniques. 13.4.1.3. Report writing. 13.4.1.4. Customer service and public relations. 13.4.1.5. Fire safety and prevention. 13.4.1.6. Bomb recognition. 13.4.1.7. Conflict management.

13.4.1.8. Interpersonal skills.

13.4.1.9. Incident investigation.

13.4.1.10. Crime prevention.

13.4.1.11. Handling threatening/hostile individuals.

13.4.1.12. Handling violence in the workplace.

13.4.1.13. Computer operations.

13.4.1.14. Emergency call procedures to notify the police/sheriff department of appropriate jurisdiction.

13.4.1.15. Compiling employee log sheets to log the inspections and observations of rounds.


13.4.1.16. Operation of a two-way radio, cellular telephone or other device, to be able to call into the Contractor’s headquarters.

13.4.1.17. Emergency call procedures to notify the Customer of a problem. 13.4.1.18. Procedures for identifying and handling suspicious packages. 13.4.1.19. Procedures for identifying and safely responding to bio-medical

hazards. 13.4.1.20. Cardiopulmonary Resuscitation (CPR), First Aid, Blood Borne

Pathogens, and the use of an Automated External Defibrillator (AED).

13.4.1.21. Americans with Disabilities Act (ADA) training, to include service animal training.

13.4.1.22. Emergency Operation Procedures (EOP) training specific to the Customer’s property/building.

13.4.1.23. Where required by Customer, Contractor supervised on-the-job training to include Customer’s designed trainings.

13.5 Mandatory On-Going Guard Training

13.5.1. Each Security Guard shall also receive a minimum of four (4) hours of training every 12 months at the sole cost and expense of the Contractor. Subjects shall include, but are not limited to:

13.5.1.1. Customer service. 13.5.1.2. Conflict management.

13.5.1.3. Report writing.

13.5.1.4. Interpersonal skills, including sexual harassment training.

13.5.1.5. Incident investigation.

13.5.1.6. Crime prevention. 13.5.1.7. Handling threatening/hostile individuals. 13.5.1.8. Computer operations. 13.5.1.9. Fire prevention. 13.5.1.10. Observation skills. 13.5.1.11. Effective patrol techniques.

13.6 Vehicle Operating Training

13.6.1. Defensive driving training for all vehicle operators is required.

14. Ancillary Equipment The Contractor may provide Ancillary Equipment in addition to Security Guards. Ancillary Equipment must support the Customer’s Security Guard Services. Such equipment shall be detailed in the Customer’s SLA and are limited to the following:

14.1 Vehicles – Equipment, to include motorized and non-motorized, used in

conjunction with providing security guard services. The type of vehicles may vary depending upon the location of services: bicycle, golf cart, automobile, SUV, and 4WD truck.

15. Background Screening and Record Retention All the Contractor’s employees, subcontractors and agents performing work under the Contract must comply with all security and administrative requirements of the Customer,


as described in Section 13 (Background Screening and Security) of Attachment B, Special Contract Conditions.

15.1 Self-Disclosure

The Contractor shall ensure that all persons have a responsibility to self-report within three (3) calendar days to the Contractor any updated court disposition regarding any disqualifying offense, regardless of adjudication (adjudication withheld, a plea of guilty or nolo contendere, or a guilty verdict). The Contractor shall immediately reassess whether to disallow that person access to any State of Florida premises or from directly performing services under the Contract. Additionally, the Contractor shall require that the person complete an annual certification that they have not received any additional criminal misdemeanor or felony records regardless of adjudication (adjudication withheld, a plea of guilty or nolo contendere, or a guilty verdict) for the disqualifying offenses and shall maintain that certification in the employment file. In addition, the Contractor shall ensure that all persons have a responsibility to self- report to the Contractor within three (3) calendar days, any arrest for any disqualifying offense. The Contractor shall notify the Contract Manager within twenty-four (24) hours of all details concerning any reported arrest.

15.2 Duty to Provide Secure Data The Contractor will maintain the security of State of Florida data including, but not limited to, a secure area around any display of such data or data that is otherwise visible. The Contractor will also comply with all HIPAA requirements and any other state and federal rules and regulations regarding security of information. Data cannot be disclosed to any person or entity who is not directly approved to participate in the scope of work set forth in this Contract.

15.3 Customer’s Ability to Audit Screening Compliance and Inspect Locations

The Customer reserves the right to audit the Contractor’s background screening process upon two (2) days prior written notice to the Contractor during the term of the Contract. The Customer will have the right to inspect the Contractor’s working area, computer systems, and/or location upon two (2) business days prior written notice to the Contractor to ensure that the Contractor’s background screening process is in compliance with the Contract and all applicable state and federal rules and regulations.

15.4 Record Retention

The Contractor shall retain a list of all persons with access to data, including a statement confirming that each person has passed the background screening required herein. Such a statement shall not include the substance of the screening results, only that the person has passed the screening. The Contractor shall create a written policy for the protection of data, including a policy and procedure for access to data. The Customer reserves the right to provide its own data policy for the Contractor to adhere to. The Contractor shall document and record, with respect to each instance of access to data:

1) The identity of all individual(s) who accessed data in any way, whether those individuals are authorized persons or not;

2) The duration of the individual(s)’ access to data, including the time and date at which the access began and ended;

3) The identity, form and extent of data accessed, including, but not limited to,


whether the individual accessed partial or redacted versions of data, read-only versions of data, or editable versions of data; and

4) The nature of the access to data, including whether data was edited or shared with any other individual or entity during the duration of the access, and, if so, the identity of the individual or entity.

The Contractor shall retain the written policy and information required in this subsection for the duration of this Contract and a period of no less than five (5) years from the date of termination of this Contract and any Contract extensions. The written policy and information required in this subsection shall be included in the Customer’s audit and screening abilities as defined in subsection 15.3. The written policy and information required in this subsection shall also be subject to immediate disclosure upon written or oral demand at any time by the Customer or its designated agents or auditors. Failure to compile, retain and disclose the written policy and information as required in this subsection shall be considered a breach of the Contract. The resulting damages to the Customer from a breach of this subsection are by their nature impossible to ascertain presently and will be difficult to ascertain in the future. The issues involved in determining such damages will be numerous, complex and unreasonably burdensome to prove. The Parties acknowledge these financial consequences are liquidated damages, exclusive of any other right to damages, not intended to be a penalty and solely intended to compensate for unknown and unascertainable damages. The Contractor therefore agrees to credit the Customer the sum of $1,000 for each breach of this subsection.

16. Staff Assignments 16.1 The Contractor shall maintain Security Guards and supervisors that are ready to assist

the Customer immediately in the event of flood, fire, natural/manmade disaster, or any other emergency. The Contractor will provide evidence of available utility/reinforcement Security Guards to the Customer’s Contract Manager and Facility Manager when requested.

16.2 The Contractor is responsible for creating a master schedule for Security Guards provided in accordance with a Customer’s SLA and providing to the Customer in writing when requested. Prior to a Security Guard being assigned to a facility, whether a permanent employee or temporary replacement, the Contractor shall certify that all requirements of this Contract have been met. The Customer reserves the right to interview all new permanent or temporary employees prior to placement. The Contractor will supply the Customer’s Contract Manager or Facility Manager with notification of any changes to the master schedule or vacation schedules no less than seven (7) days in advance.

16.3 Contractor will maintain a group of substitute/alternate Security Guards trained on the Customer’s facility for assignment as required. The Contractor will supply an updated list of trained Security Guards trained to perform security guard services at the Customer’s facility on a quarterly basis or as requested by the Customer.

16.4 In the event the assigned Security Guard is unable to perform the services as required, the Contractor shall supply another Security Guard(s), as necessary, at no additional cost to the Customer, to ensure that all assignments are performed.

16.5 The Contractor shall provide coverage of additional shifts or special requests as


approved by the Customer at the applicable hourly billing rates unless the additional shifts or special requests results in working more than 40 hours per workweek and such overtime has been authorized by the Customer.

17. Staffing Requirement and Security Guard Turnover Rate 17.1 It is the responsibility of the Contractor to ensure the Customer facility(ies) are staffed

in accordance with the Customer’s facility list as incorporated through the SLA for all scheduled shifts. Allowances shall not be granted to compensate for additional cost or personnel required to satisfy the staffing requirements in the event of illness, personnel absence, tardiness or relief. The Contractor shall be solely responsible and liable for filling these positions including, but not limited to, finding replacement Security Guard(s) to work at a Customer facility(ies) as needed. A one (1) week advanced notification is required for any Security Guard taking approved leave time, and the Contractor must provide the name of the replacement Security Guard to the Customer’s Contract Manager or Facility Manager seven (7) days in advance. In the event a scheduled Security Guard is unexpectedly not available for a duty shift, the Contractor shall ensure the Customer facility is timely provided a replacement Security Guard to cover the shift. The Contractor will not be compensated for any additional services performed unless approved and authorized under separate agreement by the Customer.

17.2 The Contractor shall make Security Guard Services available to the Customer based

on established scheduled hours for the proposed length of the Contract. Security Guards are not to work more than 40 hours in a workweek, unless overtime is requested and authorized in advance by the Customer. For authorized overtime work, Customer may be invoiced up to one and one-half times the applicable contracted hourly rate. The Contractor will not invoice the Customer for unauthorized overtime hours worked and will be financially responsible for any additional compensation owed to an individual for overtime hours worked, beyond that invoiced to the Customer, in accordance with the Fair Labor Standards Act as set forth in 29 U.S.C. Chapter 8. This includes when Contractor employees are called in by Contractor to re-staff vacated shifts that do not have a permanent Security Guard stationed. The Customer reserves the right to add or subtract hours from a schedule as identified in the Customer’s SLA with a thirty (30) day written notice.

17.3 The Customer reserves the right to add and delete facilities as required in each Region. These facilities will be charged at the same established hourly rate for the Region. The Customer also reserves the right to delete facilities as deemed necessary.

17.4 The Contractor may be authorized or required to furnish unscheduled uniformed Security Guards for the premises or other location(s) designated by the Customer according to the rates established in the pricing schedules and pursuant to all other provisions of this Contract.

17.5 If required by the Customer’s SLA, the Contractor shall submit job descriptions for all positions to be approved by the Customer’s Contract Manager.

17.6 Security Guard turnover rates are of primary concern to the Customer. The Contractor agrees to employ a continuous effort to achieve minimal turnover rates. Turnover shall mean the number of Security Guards hired to replace those leaving or dropped from the Contractor’s work force. Turnover rates shall include Security Guards who willingly


leave the company, are laid off from the work force, or are terminated for cause (not to include personnel changes at the Customer’s request).

17.7 The Customer reserves the right to reject any employee of the Contractor whom the

Customer deems is not qualified.

18. Coverage Contractor is responsible for maintaining sufficient staffing to ensure Security Guards are available to work at the Customer’s facility list as incorporated through the SLA. Customer’s facility(ies) shall be staffed in accordance with the Customer’s SLA. In the event there is no Security Guard available for any duty shift, the Contractor shall hire and pay an off-duty Florida law enforcement officer to cover the shift at no additional cost to the Customer. An off-duty Florida law enforcement officer will provide services wearing a law enforcement issued uniform.

19. Security Guard Supervision The Contractor will provide assigned operations manager(s) to assure adequate supervision of all Contractor’s personnel. All operations managers shall have earned their positions with proven performance records and may be interviewed by the Customer’s Contract Manager prior to assignment. Operations managers’ duties/responsibilities shall include, but are not limited to, the following:

19.1 Interview and approve all newly hired staff for the Customer’s property portfolio.

19.2 Participate in the creation and quarterly updates of the Building Fire/Disaster Plans and Building Post Orders.

19.3 Ensure Security Guards maintain contract compliance (i.e., training, licenses,

certifications, etc.) 19.4 Facilitate effective communication with the Customer’s on-site Facility Manager and

Security Guards. 19.5 Recommend staffing, as needed.

20. Reporting and Documenting Procedures 20.1 The Contractor shall provide the Customer monthly written reports relating to key

performance indicators and other matters including, but not limited to, cost minimization activities, service exception reports, satisfaction and performance surveys, periodic service requests, and monthly call center logs (with issue status reports).

20.2 The Contractor shall prepare written monthly reports for the Customer detailing the previous month's security-related activity and crime incidents that occurred at each post. Specific tables, charts, summaries, etc., will be included in these reports. The Contractor shall also summarize and submit these reports to the Customer on an annual basis on the anniversary date of the commencement of the Contract.

20.3 An Extraordinary Single Incident Report must be completed by the Contractor when a

firearm is discharged, someone is injured, or a major criminal act or significant event occurs. Security Guards should consult with Contract supervisors to determine when a


special report may be required. An incident that requires an Extraordinary Single Incident Report will also be verbally reported by the Contractor to the Customer’s Contract Manager and/or Facility Manager immediately after the incident occurs, with a preliminary report provided to the Customer’s Contract Manager and Facility Manager the same day the incident occurs. A finalized Extraordinary Single Incident Report will be provided to the Customer’s Contract Manager and Facility Manager within one (1) business day of the incident occurring.

20.4 Reports shall be submitted timely in accordance with table Reports/Documents

Submission Timeline to the Customer of the Scope of Work and provided to the Customer via the method of choice as described in their SLA.

20.5 On a monthly basis, the Contractor shall provide a spreadsheet to the Customer listing the name and other unique identifier for each employee assigned to each facility, indicating the location of deployment. As part of the Contractor’s hiring process, the Contractor shall be responsible for screening prospective employees in order to be able to certify to the Customer in writing that each new employee has met the minimum requirements of this Contract. The Contractor shall use, and shall make available to the Customer at no additional cost, internet and intranet solutions to provide all such reports to the Customer upon demand for any applicable period during the term of the Contract.

20.6 Any unusual and/or significant events occurring during a shift (for example a flood, fire, stabbing, homicide) will be summarized briefly by the Security Guard in the post logbook maintained at each facility for identification of the principals later if further investigation is needed. Each shift will start with a new log entry listing any abnormal conditions or indicating that conditions were normal. The log shall reflect at a minimum all security, safety, or building maintenance events, the time that they occurred and the corrective actions that were taken. The bound post logbook will become the property of the Customer upon termination of this Contract. The Contractor shall preserve the bound post logbooks for each post from the inception of the Contract and must make the post logbooks immediately available to the Customer upon request.

20.7 Provide a detailed tracking and investigation system ensuring the thorough and professional monitoring and resolution of all complaints brought forth regarding the performance of the work pursuant to this Contract.

20.8 The Contractor shall issue quarterly reports to the Customer detailing a professional observation of current security practices maintained by the Contractor and, if applicable, any recommended changes to the current security practices. Any recommended changes may or may not be implemented at the discretion of the Customer.

20.9 In the case of any action or unusual incidents, the Customer’s Contract Manager will be notified by the Security Guard and the action or unusual incident will be recorded in the security log. The security log will be copied and sent to the Customer’s designee after any action or unusual incident.

20.10 Security Guards shall log in and out of each facility.


21. Contractor’s Responsibilities 21.1 Administration

The Contractor shall provide all management, administrative, clerical, and supervisory functions required for the effective and efficient performance of all scopes of work it accepts, and shall have sole responsibility for the supervision, daily direction and control, payment of salary (including withholding of income taxes and social security), and any benefits for its personnel. The Contractor is accountable to the Customer for the actions of its personnel. Contractor's management responsibilities include, but are not limited to, the following: 1. Ensuring personnel understand the work to be performed on Customer scopes of

work to which they are assigned; 2. Ensuring personnel know their management chain and adhere to Contractor policies

and exhibit professional conduct to perform in the best interest of the Customer; 3. Ensuring personnel adhere to applicable laws, regulations, and Contract conditions

governing Contractor performance and relationships with the Customer; 4. Regularly assessing personnel performance and providing feedback to improve

overall task performance; and 5. Ensuring high quality results are achieved through task performance.

21.2 Holidays The Contractor shall provide Customers all services during business days. The following days are observed as holidays by state agencies in accordance with section 110.117, F.S.:

• New Year’s Day

• Birthday of Martin Luther King, Jr.

• Memorial Day

• Independence Day

• Labor Day

• Veterans’ Day

• Thanksgiving Day

• Friday after Thanksgiving

• Christmas Day

If any of these holidays falls on Saturday, the preceding Friday shall be observed as a

holiday. If any of these holidays falls on Sunday, the following Monday shall be observed

as a holiday.

Customers may have additional holiday(s) observed specifically by the Customer which will be detailed in the Customer’s SLA.

21.3 Routine Communications All routine communications and reports related to the Contract shall be sent to the Department’s Contract Manager. All routine communications and reports related to the Customer’s SLA shall be sent to the Customer’s Contract Manager If any information listed on the Vendor Information attachments changes during the life of the Contract, then the Contractor shall update the attachments and submit to the Department’s


Contract Manager. Communications relating to a specific order should be addressed to the contact person identified on the order. Communications may be by e-mail, regular mail, or telephone.

21.4 Contract Reporting The Contractor shall report information on orders received from Customers associated with this contract. The Contractor shall submit reports to the Department’s Contract Manager in accordance with the following schedule:

Report Period Covered Due dates

MFMP Transaction Fee Report Calendar month Fifteen (15) calendar days after the end of each month

Quarterly Sales Report State’s Fiscal Quarter

Fifteen (15) calendar days after close of the period

Diversity Report (submitted to the Customer)

State Fiscal Year Ten (10) business days after close of the period

Preferred Pricing Affidavit Annual Contract anniversary date

Proof of Insurance Annual Upon policy renewal

21.5 MFMP Transaction Fee Report The Contractor is required to submit monthly Transaction Fee Reports in the Department’s electronic format. Reports are due fifteen (15) calendar days after the end of the reporting period. For information on how to submit Transaction Fee Reports online, please reference the detailed fee reporting instructions and vendor training presentations available online at the Transaction Fee & Reporting section and Training for Vendors subsections under Vendors on the MFMP website. Assistance with Transaction Fee Reporting is also available from the MFMP Customer Service Desk by email at [email protected] or telephone 866-FLA-EPRO (866-352-3776) from 8:00 a.m. to 6:00 p.m. Eastern Time.

21.6 Quarterly Sales Reports The Contractor shall submit a quarterly sales report electronically, in the required format, to the Department’s Contract Manager within fifteen (15) calendar days after close of each quarter. The required format for the quarterly sales report is available at https://www.dms.myflorida.com/business_operations/state_purchasing/vendor_resources/quarterly_sales_report_format. The Department reserves the right to require the Contractor to provide additional reports within thirty (30) calendar days written notice. Failure to provide the quarterly sales report, or other reports requested by the Department, may result in the imposition of financial consequences or the Contractor being found in default and may result in Contract termination. Initiation and submission of the quarterly sales report are the responsibility of the Contractor without prompting or notification by the Department. Sales will be reviewed on a quarterly basis. If no sales are recorded during

mailto:[email protected]://www.dms.myflorida.com/business_operations/state_purchasing/vendor_resources/quarterly_sales_report_formathttps://www.dms.myflorida.com/business_operations/state_purchasing/vendor_resources/quarterly_sales_report_format


the period, the Contractor must submit a report stating that there was no activity. If the Contractor fails to submit three consecutive quarterly sales reports, this may be considered a breach of the Contract and the Contract may be terminated or the Department may choose to not renew the Contract. Sales will be reviewed on a quarterly basis. If no sales are recorded in three consecutive Contract quarters, the Department may terminate the Contract.

Quarter 1 (July-September) - due fifteen (15) calendar days after the close of the period.

Quarter 2 (October-December) - due fifteen (15) calendar days after the close of the period.

Quarter 3 (January-March) - due fifteen (15) calendar days after the close of the period.

Quarter 4 (April-June) - due fifteen (15) calendar days after the close of the period.

21.7 Diversity Report The Contractor shall report to each Customer spend with certified and other minority business enterprises. These reports shall include the period covered, the name, minority code and Federal Employer Identification Number of each minority business utilized during the period, commodities and services provided by the minority business enterprise, and the amount paid to each minority business on behalf of each purchasing agency ordering under the terms of this Contract.

21.8 Ad-hoc Report The Department may require additional Contract information such as copies of purchase orders, or ad hoc sales reports. The Contractor shall submit these specific ad hoc requests for reports within the specified amount of time as requested by the Department.

21.9 Business Review Meetings In order to maintain the partnership between the Department and the Contractor, each quarter the Department may request a business review meeting. The business review meeting may include, but is not limited to, the following:

• Successful completion of deliverables

• Review of the Contractor’s performance

• Review of minimum required reports

• Addressing of any elevated Customer issues

• Review of continuous improvement ideas that may help lower total costs and/or improve business efficiencies.

21.10 Financial Consequences Financial consequences may be assessed on a daily basis for each individual failure of the listed performance metric(s) until the performance or submittal is accomplished to the Department’s and/or Customer’s satisfaction and will apply to each covered period beginning with the first full month or quarter of the Contract’s performance and each and every month and quarter thereafter. See the financial consequences table below:


The Department and Customers reserve the right to withhold payment or implement other appropriate remedies, such as Contract termination or non-renewal, when the Contractor has failed to perform/comply with the provisions of the Contract. These consequences for nonperformance shall not be considered penalties.

21.11 Price Adjustments

Prices may be adjusted no earlier than twelve (12) months after the start date of the initial or renewal term of the Contract, or no earlier than twelve (12) months after the effective date of the previous price adjustment, whichever is later. Price increases must be supported by a change in the Producer Price Index (PPI) for the Series ID(s) shown in the table below. This information is published by the U.S. Department of Labor, Bureau of Labor Statistics (BLS), and is available at http://www.bls.gov/data/.

Series ID Product

561612561612 Security guards and patrol services

The change in PPI for the first price adjustment after the start date of the initial or renewal term shall be determined using the PPI for the month in which the initial Contract or renewal was executed and the latest available non-preliminary PPI at the

Performance Metric

Description

Period

Covered

Financial Consequences for Non-Performance;

Per Occurrence

Timely submission of complete and accurate Quarterly Sales Report

Submit Quarterly Sales Report fifteen (15) calendar days after close of the reporting period

State’s Fiscal Quarter

$250

Timely submission of complete and accurate Monthly Transaction Fee Report

Submit Monthly Transaction Fee

Report fifteen (15) calendar days

after close of the reporting

period

Calendar Month

$100

Timely submission of Contractor’s signed Preferred Pricing Affidavit

Submit Preferred Pricing Affidavit on Contract Anniversary Date Annual $100

Timely submission of Proof of Insurance

Submit Proof of Insurance upon policy renewal Annual $100

Staff Customer facility(ies) in accordance with the Customer’s SLA.

Unless otherwise specified in a Customer’s SLA, Contractor will provide the Customer facility with a replacement Security Guard within four (4) hours of a scheduled Security Guard not arriving for their duty shift.

Per Occurrence

$500

http://www.bls.gov/data/


time of the price adjustment request; a preliminary PPI is indicated on the BLS website with a “(P)” notation. The change in PPI for second and subsequent price adjustments shall be determined using the latest PPI that was used to support the previous price adjustment and the latest available non-preliminary PPI at the time of the request. When requesting a price increase, the Contractor shall submit a written justification to the Contract Manager detailing the reason(s) for the request; an increase in the PPI is not sufficient justification for a price increase by itself. Price increases shall not exceed the percent change in PPI or three percent (3%), whichever is less. The percent change in PPI shall be calculated using the following formula: (B - A) / A = Z Where: A = earliest PPI (PPI at time of initial Contract or renewal execution or previous price adjustment) B = latest PPI (latest available non-preliminary PPI at time of price adjustment request) Z = percent change in PPI The Department reserves the exclusive right to accept or reject any price adjustment request. Price adjustments will not be considered for any Contractor with any contractual non-performance issues including, but not limited to, outstanding fees or monies due under this Contract or overdue reports or documentation including, but not limited to, a Quarterly Sales Report or an MFMP Transaction Fee Report. Price adjustments are effective only upon written approval by the Department and may not be applied retroactively. The Department reserves the right to request price decreases at any time during the term of the Contract if it is found to be in the best interest of the State. Price decreases issued by the Contractor are permissible at any time during the initial and renewal terms.

21.12 Contract Transition Upon Contract expiration or termination, the incumbent Contractor shall ensure a seamless transfer of Contract responsibilities with any subsequent Contractor necessary to transition the products and services of this Contract. The incumbent Contractor and subsequent Contractor assume any and all expenses related to the Contract transition.

21.13 Purchasing Card The state of Florida has implemented a purchasing card program, using the Visa platform. The Contractor may receive payments via the state’s Purchasing Card in the same manner as any other Visa purchases. Purchasing Card/Visa acceptance for purchase is a mandatory requirement for the Contract but is not the exclusive method of payment. If the state of Florida changes its Purchasing Card platform during the term of Contract, the Contractor shall make any necessary changes to accommodate the State of Florida‘s new Purchasing Card platform within thirty (30) days of notification of such change.

SP approved version 7‐1‐2019 1

SPECIAL CONTRACT CONDITIONS JULY 1, 2019 VERSION

Table of Contents

SECTION 1. DEFINITION. .......................................................................................................................... 2

SECTION 2. CONTRACT TERM AND TERMINATION. ................................................................................ 2

SECTION 3. PAYMENT AND FEES. ............................................................................................................ 3

SECTION 4. CONTRACT MANAGEMENT. ................................................................................................. 4

SECTION 5. COMPLIANCE WITH LAWS. ................................................................................................... 6

SECTION 6. MISCELLANEOUS. ................................................................................................................. 7

SECTION 7. LIABILITY AND INSURANCE…………………………………………………………………………………………….. 9

SECTION 8. PUBLIC RECORDS, TRADE SECRETS, DOCUMENT MANAGEMENT, AND INTELLECTUAL

PROPERTY. ............................................................................................................................................. 10

SECTION 9. DATA SECURITY. ................................................................................................................. 12

SECTION 10. GRATUITIES, LOBBYING, AND COMMUNICATIONS. ......................................................... 13

SECTION 11. CONTRACT MONITORING. ............................................................................................... 14

SECTION 12. CONTRACT AUDITS. .......................................................................................................... 15

SECTION 13. BACKGROUND SCREENING AND SECURITY. ..................................................................... 16

SECTION 14. WARRANTY OF CONTRACTOR’S ABILITY TO PERFORM. ................................................... 17

In accordance with Rule 60A-1.002(7), F.A.C., Form PUR 1000 is included herein by reference but is superseded in its entirety by these Special Contract Conditions.

Attachment C


SECTION 1. DEFINITION.

The following definition applies in addition to the definitions in Chapter 287, Florida Statutes (F.S.), and Rule Chapter 60A-1, Florida Administrative Code (F.A.C.):

1.1 Customer. The agency or eligible user that purchases commodities or contractual services pursuant to the Contract.

SECTION 2. CONTRACT TERM AND TERMINATION.

2.1 Initial Term. The initial term will begin on the date set forth in the Contract documents or on the date the Contract is signed by all Parties, whichever is later.

2.2 Renewal. Upon written agreement, the Department and the Contractor may renew the Contract in whole or in part only as set forth in the Contract documents, and in accordance with section 287.057(13), F.S.

2.3 Suspension of Work and Termination.

2.3.1 Suspension of Work. The Department may, at its sole discretion, suspend any or all activities under the Contract, at any time, when it is in the best interest of the State of Florida to do so. The Customer may suspend a resulting contract or purchase order, at any time, when in the best interest of the Customer to do so. The Department or Customer will provide the Contractor written notice outlining the particulars of the suspension. After receiving a suspension notice, the Contractor must comply with the notice and will cease the performance of the Contract or purchase order. Suspension of work will not entitle the Contractor to any additional compensation. The Contractor will not resume performance of the Contract or purchase order until so authorized by the Department.

2.3.2 Termination for Convenience. The Contract may be terminated by the Department in whole or in part at any time, in the best interest of the State of Florida. If the Contract is terminated before performance is completed, the Contractor will be paid only for that work satisfactorily performed for which costs can be substantiated. Such payment, however, may not exceed an amount which is the same percentage of the Contract price as the amount of work satisfactorily performed. All work in progress will become the property of the Customer and will be turned over promptly by the Contractor.

2.3.3 Termination for Cause. If the performance of the Contractor is not in compliance with the Contract requirements or the Contractor has defaulted, the Department may:

(a) immediately terminate the Contract;(b) notify the Contractor of the noncompliance or default, require correction, and specifythe date by which the correction must be completed before the Contract is terminated; or(c) take other action deemed appropriate by the Department.

Attachment C


SECTION 3. PAYMENT AND FEES.

3.1 Pricing. The Contractor will not exceed the pricing set forth in the Contract documents.

3.2 Price Decreases. The following price decrease terms will apply to the Contract:

3.2.1 Quantity Discounts. Contractor may offer additional discounts for one-time delivery of large single orders;

3.2.2 Preferred Pricing. The Contractor guarantees that the pricing indicated in this Contract is a maximum price. Additionally, Contractor’s pricing will not exceed the pricing offered under comparable contracts. Comparable contracts are those that are similar in size, scope, and terms. In compliance with section 216.0113, F.S., Contractor must annually submit an affidavit from the Contractor’s authorized representative attesting that the Contract complies with this clause.

3.2.3 Sales Promotions. In addition to decreasing prices for the balance of the Contract term due to a change in market conditions, the Contractor may conduct sales promotions involving price reductions for a specified lesser period. The Contractor must submit documentation identifying the proposed: (1) starting and ending dates of the promotion, (2) commodities or contractual services involved, and (3) promotional prices compared to then-authorized prices.

3.3 Payment Invoicing. The Contractor will be paid upon submission of invoices to the Customer after delivery and acceptance of commodities or contractual services is confirmed by the Customer. Invoices must contain sufficient detail for an audit and contain the Contract Number and the Contractor’s Federal Employer Identification Number.

3.4 Purchase Order. A Customer may use purchase orders to buy commodities or contractual services pursuant to the Contract and, if applicable, the Contractor must provide commodities or contractual services pursuant to purchase orders. Purchase orders issued pursuant to the Contract must be received by the Contractor no later than the close of business on the last day of the Contract’s term. The Contractor is required to accept timely purchase orders specifying delivery schedules that extend beyond the Contract term even when such extended delivery will occur after expiration of the Contract. Purchase orders shall be valid through their specified term and performance by the Contractor, and all terms and conditions of the Contract shall survive the termination or expiration of the Contract and apply to the Contractor’s performance. The duration of purchase orders for recurring deliverables shall not exceed the expiration of the Contract by more than twelve months. Any purchase order terms and conditions conflicting with these Special Contract Conditions shall not become a part of the Contract.

3.5 Travel. Travel expenses are not reimbursable unless specifically authorized by the Customer in writing and may be reimbursed only in accordance with section 112.061, F.S.

Attachment C


3.6 Annual Appropriation. Pursuant to section 287.0582, F.S., if the Contract binds the State of Florida or an agency for the purchase of services or tangible personal property for a period in excess of one fiscal year, the State of Florida’s performance and obligation to pay under the Contract is contingent upon an annual appropriation by the Legislature.

3.7 Transaction Fees. The State of Florida, through the Department of Management Services, has instituted MyFloridaMarketPlace, a statewide eProcurement system pursuant to section 287.057(22), F.S. All payments issued by Customers to registered Vendors for purchases of commodities or contractual services will be assessed Transaction Fees as prescribed by rule 60A-1.031, F.A.C., or as may otherwise be established by law. Vendors must pay the Transaction Fees and agree to automatic deduction of the Transaction Fees when automatic deduction becomes available. Vendors will submit any monthly reports required pursuant to the rule. All such reports and payments will be subject to audit. Failure to comply with the payment of the Transaction Fees or reporting of transactions will constitute grounds for declaring the Vendor in default and subject the Vendor to exclusion from business with the State of Florida.

3.8 Taxes. Taxes, customs, and tariffs on commodities or contractual services purchased under the Contract will not be assessed against the Customer or Department unless authorized by Florida law.

3.9 Return of Funds. Contractor will return any overpayments due to unearned funds or funds disallowed pursuant to the terms of the Contract that were disbursed to the Contractor. The Contractor must return any overpayment within forty (40) calendar days after either discovery by the Contractor, its independent auditor, or notification by the Department or Customer of the overpayment.

SECTION 4. CONTRACT MANAGEMENT.

4.1 Composition and Priority. The Contractor agrees to provide commodities or contractual services to the Customer as specified in the Contract. Additionally, the terms of the Contract supersede the terms of all prior agreements between the Parties on this subject matter.

4.2 Notices. All notices required under the Contract must be delivered to the designated Contract Manager in a manner identified by the Department.

4.3 Department’s Contract Manager. The Department’s Contract Manager, who is primarily responsible for the Department’s oversight of the Contract, will be identified in a separate writing to the Contractor upon Contract signing in the following format:

Department’s Contract Manager Name

Attachment C


Department’s Name Department’s Physical Address Department’s Telephone # Department’s Email Address

If the Department changes the Contract Manager, the Department will notify the Contractor. Such a change does not require an amendment to the Contract.

4.4 Contractor’s Contract Manager. The Contractor’s Contract Manager, who is primarily responsible for the Contractor’s oversight of the Contract performance, will be identified in a separate writing to the Department upon Contract signing in the following format:

Contractor’s Contract Manager Name Contractor’s Name Contractor’s Physical Address Contractor’s Telephone # Contractor’s Email Address

If the Contractor changes its Contract Manager, the Contractor will notify the Department. Such a change does not require an amendment to the Contract.

4.5 Diversity.

4.5.1 Office of Supplier Diversity. The State of Florida supports it